Ramblings and doodlings of an unsettled mind!

This year Christmas comes early for some ‘selected’ employees of Sime Darby. The Board of Directors (BOD) of Sime Darby will propose at the Extraordinary General Meeting (EGM) for the shareholders set on 8 November 2012 to approve a special ‘grant for selected employees’, which will be given in the form of free shares.

The proposed resolutions for the EGM is to approve BOD’s authority to issue the said grant to the only two employees nominated. The first one is President and Group CEO Dato’ Seri Mohd Bakke Mohd. Salleh, for the maximum amount of 3,000,000 shares in this grant scheme. The other is Nur Tania Yusof for 200,000 shares.

Tania is the daughter of BOD member Tan Sri Dr Yusof Basiron.

The EGM also proposed for a grant scheme to be approved, which will be categorized in three different groups:

Sime Darby EGM proposal

The intention to promote productivity is noble. However the practice of plc giving away ‘free shares’ is very odd, considering the circumstance of modern reward schemes for working directors, senior management and employees who have been receiving handsome emoluments package which include salary, bonus, incentives and even other perks. Perks for some corporations include paid holidays and ‘retreats’.

The normal practice is to give Employee Share Option Scheme (ESOS) or ‘Trust Shares’, where employees and senior management are allocated shares and they have to take them up. The practice for ESOS would be a five-day average minus 10% discount. This goes for the ‘Trust Shares’ where the corporation will buy from the market for allocation with the same terms as the ESOS. Sometimes, the financing for these options is arranged.

Resolution 1 for the 8 November EGM

Resolution 2 and Resolution 3

These senior management and employees reward for the ESOS scheme will be realised in the future where they have to work hard for the productivity and performance of the corporation improved and they would make from the appreciation of the ESOS shares increased market value. Of course, the reward would also translate in the dividends paid, from the profitability.

In other plcs, CEOs have been given the option to take up rights issue.

Never the less, all of these schemes mean that the corporate individuals have to pay up for the holdings of the plc that they are serving. They have to own up for their holdings and there is no such thing as ‘free lunch’.

Why is Sime Darby BOD introducing these grant schemes, which include the liberty of BOD to determine which senior management or executives are entitled for these ‘free shares’ at the junction where the public demand for greater accountability?

This is a very generous scheme for Sime Darby Chairman Tun Musa Hitam and BOD to propose to the shareholders. Then again, Musa should be assuming responsibility for the Sime Darby cock-ups, which aggregated to over RM 1.7 billion. Assuming responsibility is to leave sometime back, instead of fast-forwarding on the rewards scheme for the CEO who has yet to prove himself.

Musa’s departure from Sime Darby BOD, along with some other really expired old hags would be a good ‘Thanksgiving’ item for this year. Apparently, Thanksgiving 2012 celebrations for the Americans is on 22 November.

*Updated Saturday 20 October 2012 0100hrs

This is the press release issued by Sime Darby Corporate Communications to all mainstream media. It was not send to the bloggers:

False and erroneous allegations made against the Chairman, Board of Directors and senior management of Sime Darby

Sime Darby is responding to certain allegations and accusations that have recently been posted on certain blogs with regard to a proposed long term incentive plan for eligible employees of the Group. The information contained in these blogs is wrong and thus the opinions posted are not founded on fact. The proposed performance-based employee share scheme is still subject to the approval of shareholders at general meeting.The two blogs and the comments posted have caused embarrassment to the Chairman, Board of Directors and the senior management of Sime Darby. The company takes a serious view of these baseless accusations and the inferences therein and will take appropriate action to protect the reputation of the organization.An official from Sime Darby has contacted one of the bloggers and informed him of his mistakes. Despite having notified him of his errors the previous day, he has yet to correct the offending post or remove it, which suggests that his intentions are malicious, vexatious and mischievous. The post has attracted undue attention and perpetuated his mistaken assumptions.A summary of the erroneous statements and the actual facts is listed below:

No.

Accusations

Actual Facts

1.

EGM on 8 Nov to approve a special ‘grant for selected employees’ – in the form of free shares

Sime Darby Bhd will hold an EGM on 8 November 2012 to seek approval for the performance-based employee share scheme– a scheme that aims to drive long term sustainable performance of the Group as well as to attract, retain and motivate employees based on their performance and the fulfillment of certain performance conditions and targets. The fulfillment of these targets will enhance total shareholders’ returns and the overall performance of the company which will benefit all stakeholders.

2.

The reward is not to the 100,000 Sime Darby staff worldwide but only to two individuals.

For employees working in Malaysia, executives of all grades including the executive director will be eligible to participate in the proposed scheme. For those employees based outside of Malaysia, executives of job grade VP II and above will be eligible to participate in the proposed scheme.

3.

Only two employees have been nominated for the scheme, Dato’ Bakke for 3 million shares and Nur Tania Yusof for 200,000 shares

Under the listing requirements, separate resolutions are required to be passed by shareholders to approve the grants of shares to Dato’ Bakke as the executive Director and Nur Tania being a person connected to a Director of Sime Darby Berhad. However all executives of VP II and above are eligible to participate in the scheme. It is wrong to suggest that these two individuals are the only two who will benefit from the proposed scheme.

4.

The practise of giving away ‘free shares’ is very odd

Sime Darby is not the first organization in Malaysia to implement such a performance-based share scheme. Other companies like Axiata, Bursa Malaysia and Maybank have implemented similar schemes earlier.

5.

Why is Sime Darby’s Board of Directors at liberty to determine which senior management or employees are entitled for these ‘free shares’ at a time when the public is demanding for greater accountability?

The scheme envisages the establishment of a Board committee to implement and administer the proposed scheme. This is standard practice in all organisations. It would be ludicrous to expect external parties to determine performance and rewards.

Other facts

· In the case of the President and Chief Executive, the proposed performance-based employee share scheme allows for the granting of a maximum of 3 million shares over the 10-year scheme period. This number of shares will be vested on a staggered basis and only in the event of exceptional performance both at individual and enterprise level for the 10 years and subject to fulfillment of stringent performance-based conditions. The shares will only be vested in the grantee three years after the grant, subject to vesting conditions. These criteria will apply to all eligible grantees.

· The Board has built in safeguards into the process that will ensure that the interests of the company and its shareholders are at all times safeguarded.

The blogs posted on the performance-based employee share scheme are misinformed and reflect the lack of appreciation and understanding of industry practices on performance-based reward schemes.

For further information please refer to the Bursa Malaysia Website for Sime Darby’s circular to shareholders dated 16 October 2012 or contact:

Never the less, the grant schemes proposed by the BOD for the shareholders to approve on the 8 November EGM is for the executives and senior management of Vice President grade and and up. None for the middle managers or lower grades.

Sime Darby is a primary investment for the masses via ASNB and PNB unit trust schemes. The ‘grant schemes’ proposal is not exactly for the majority within Sime Darby.

* Updated Saturday 20 October 1530hrs

Please read Datuk Rocky’s and Another Brick in the Voice’s take on the story. There are ‘clear and present danger’ from the perspective of political backlash to this Sime Darby’s move, especially at this point of time and the more recent issues which made the political climate heated up just days ago.

In our opinion, Sime Darby is taking this posting very seriously. And in our experience, the company and/or any of the personalities involved or aforementioned are considering to take the ‘appropriate action’ which probably include a legal action against the blog, blogger and commenters.

Rewarding only 2 persons only for such an big organization will deprive many more deserving personnel of the recognition of their contribution to the organization. A wider spread albeit smaller amount for each individual will be better appreciated by the workers in general. It is not the quantum but being appreciated what matters.

This is too much to stomach. 3 million shares at 9.80 per share thats nearly 30 million! Wow.. and there you can read BigCat saying she is grateful to Najib for the RM400 tax cut…muahaha.. stupidCat more like.

Hmm btw any realation to BigDog?

Just to show how disgusting and disgraceful Najib management of GLC just imagine,

UMNO members are supposed to be happy with RM500 per 55 year of independence!

PNB trust funds are suppose to be happy with 7 percent divident but the companies CEO owned by PNB are given millions wtf.

Bakke spend MR800 million to buy some chinese E&O shares like Slime Darby is his fathers company.
What is the return on these RM800 million.

The workers harvesting the oilpalm earn less than 800 per month.

What is the inequlaities here? A good organisation should have only a 25 time gap between the highest and the lowest paid employee. Not millions!

The Malays are still poor. They will grab 500 eagerly. What right has Sime Darby to earn that much with a simple and low tech agricutlture business.

But we hve to take firm action. We cannot trust the Chinese PKR or DAP just look at Talam and Penang. The greedy tokey will have a field day with Malay assets.

So to gain control of UMNO, Malays must vote for Malay with integrity and with ideas. Only winnable trustworthy and leadership capable candidates should be chosejn.

That means no voting for the current UMNO cabinet members or Council Members. They just cekik darah orang Melayu saja.

And certainly none of the Chinese MCA or Gerakan. They are DAP in
disguise. Imagine Johor is MCA fixed deposit. No more!

The GLC CEOs including that of TH (RM1.5 millions p.a.) are on the highway of superhigh income economy. The old sly fox aka Musa the Santa still wants to top up on them and the way he is giving shows his desperation to stay on. Who bastardized the GLC’s?

GLCs are such that tax payers money are invested in them. On that basis the CEOs are overpaid especially the topmost one! But then he is the PM’s brother.

The CEOs are said to bring in money to the companies and thus deserve such exorbitant salaries. If that is the argument, consider then the PM, DPM and MBs that bring in investments and create the necessary economic environment in the country yet their salaries are 3-12 times lower than that of the CEOs.

But then there are so many old political hags and jerks hanging around trying to prove their mettle in business – Rahim, Isa, Shahrir, Hamid, Slumberjack, Sidek. They got to have the mother of all hags none other than Musa the Santa himself. Make Najib happy!

Yeah, time for Musa to go. Too many mistakes – someone has to take responsibility. And why is that Sree guy offering himself for re-election to the BOD when he has taken a leave of absence to fight his CBT cases. Wasn’t there an earlier statement by the company that Sree has indicated his intention to retire by rotation at the forthcoming AGM when he was charged earlier? But now is there a flip flop and he can’t let go? This is morally wrong as the BOD must be beyond reproach. He should sort out his legal cases first and get acquitted and then make a comeback if appropriate. See http://biz.thestar.com.my/news/story.asp?file=/2012/7/26/business/11732613&sec=business Compare this with TS Andrew Sheng’s resignation from the BOD when he was named in a police report filed by his brother-in-law relating to his sister’s divorce case.

Damn, damn, damn. These blokes behaving as if it’s their fathers’ money. Sime Darby and other GLCs.

But is it really the recommendation of the Board? Of Musa the Chairman? Isn’t it usually the case that the Management recommends to the Board, then to the shareholders?

If so, why was Bakke placed in Sime Darby in the first place? I agree that 2 years is too short a time to feel having done an excellent job. Especially after the RM1 billion plus debacle.

These people must remember the likes of Enron in the US gone bust as a result of such practices as the Management awarding themselves huge salaries, perks and bonuses. Don’t they read such news? Don’t they open their eyes to such abominable acts by so-called “people in high positions”? Who actually didn’t exercise their responsibilities.

Simes’ friends told me – the daughter is just an executive not even a manager, but the rest of the employees – non- execs, most important estates workers – nothing transparent what will the grant look like
for them. The managers, senior managers will get less her!!!

Then who else in the highest position to placed mat topeng in Sime?
Adalah pula kaki belit putar alam kutip dia hantar kat Sime, FELDA dah teruk masa itu di buat si Bakke ini. Well how I know a few friends was there and the people there now cleaning up his mess too.

As in my earlier story – Tok Seri may be blind, next see my face on the election paper vote me to win – funny, yes! and if this keep on happening let me vote for mr. lim guan eng and I will know if I get worst treatment it is from the opposition which I never expect anything, so I have a better feeling. This thing happen with the kerajaan memerintah yang butakan minda dan hati mereka kepada bizarre incidents such as these.

Actually it does not matter much if the figure is not so insanely crazy.
Anything happen the small people will not get anything much. We get what we get and sometimes it is not what we deserve, but that is life – as a Muslim I believe in the after-life punishment – you do good you get goodness, you do bad it is up to God to punish you – sometimes on earth itself one will be punish, sometimes not.

As for me – doing something for the benefits of all is an act of goodness, not necessarily right – I cannot measure the greed of human in general nor measure their goodness, when in doubt I follow the middle path – to my god-sis who bring me the light of Islam always follow your guts and do what is right the way you perceive it.

If you vote Lim Guan Eng and Pakatan Rakyat much worse, mah. Imagine, only 1-2 years in power already showing the same weaknesses that they have been criticizing others of. If longer, more Talamgates in Selangor, even the hills in Penang will be sold by LGE, and such things.

So, we just smash these erratic buggers in Sime and the like lah. Hoping some will hear, reverse the stupid decisions, if not, at least don’t dare do anything like that again. And so that others in the other GLCs woun’t quote that as a precedent and think of doing the same again.

Let’s wallop them time and time again. Until their ears go pekak, their eyes go blur and they cabut lari to Eskimoland or somewhere.

Very tired mah things happened again & again, tak boleh tahan – the small share-holders – the people in my group depending on me and my god-sis (she can’t as she is in the system) walloping these people.

I am beginning to lose trust on Najib – he is overly soft!!!

When I received my notice of EGM, my heart sick – too much to swallow – pahit mau swallow – this year I can’t even go back to my kampong to celebrate Christmas & to spend new year with them.

Sometimes I feel like packing my bags – to hell with everything and leave this country, but I was born here. I have a place 12 hours of flight from here and with my family there, I can easily get a citizenship – sell everything. My family never look back ever since. Like the Turkish – hardship back in homeland hijrah to other European countries – open restaurant. Lately I was just dragging myself coming back here after long holiday there – coming back here and see all these nonsense – year in year out – the heavier I felt dragging my feet and I am sad. I love this country – the concept is there – that was why I kept my shares of a few companies here..

I love this country. I have traveled far and have seen many places. Nothing like here, but one after another incident like this, penat!

Bakke is a good man. Straight arrow. But two years stint is far too short. Esp getting shares for free.

SD is suffering from the ‘hanger-on’ dissease. Too many hanger ons who refuse to go. Even tho when there were issues, scandals, negligence & worst of all, acts of crime. The Malaysian public watched how only Zubir Murshid was sacked. These problems should hv a stream of other people involved & be made accountable.

Same ‘hanger-ons’ disease elsewhere too.

The stewards of these vessels find reasons to stay on instead assume ownership & go.

PM should be firm. The whole BOD & some of senior managers should go. Like how MAS had to do. Bring in new people. Bring in younger professionals & managers. So many talented people and free from tainted track record around & they should be given a chance.

However, the transformation must start right from the top. At PNB & Khazanah level. Same goes for the Cabinet. No exception.

Good man – you make me laugh, but it is your opinion, you have right. Then I am a wise guy huhu. Good man will not do things for small people to suffer like what he did in Tabung haji when he was there long ago….

I agree with CMS – there’s points there -n open facts – I talked to many small people – doing a bit of charity work with old folks – about the tabung haji thing. The story always come out about the LUTH packages started by the man – turun padang my friends, then you will know. The old folks are not dumb my friends – they know the history – those in LUTH too have mouth – go check/dig history. You guys seems to think CMS is a guy, she is not.

On October 19, 2012 at 21:44 Lyla R said:

Good grief, you really do have a beef against this man. I wonder why is that? Be objective bro. Don’t let your emotions run wild. lol.

Apparently, a few thousand “key” employees will receive the shares, not just the two of them. What is mind-boggling is the fact that Bakke is getting 3 million shares free of charge. What did he do in his two-year tenure to deserve this?

The non-execs get nothing. Big Dog you fact is correct. Not every employees will get it. I am ex-sime – quit sometimes ago – with the so many young exec couldn’t stand the management given free hand doing what they like. I know if I stay I couldn’t get anything – small time execs – they will base on my performance – no matter what I do they look down on me because I came from Golden Hope. I read page to page on the notice of egm – I kept my 2 potion of shares – the rest sold it out – good money. I have many friends there still – including the non-execs whom I know work as hard and as smart as the other employees – just a sad case there are no base for them to be promoted – some even get their masters earlier than me, but just unlucky – still non-execs – nevertheless they are still employees.

I know the only thing the bosses didn’t asked them to do is to wipe the bosses asses. One non-execs work for almost 20 people. The bosses don’t even know how to key in their own claim in the portal, apply their own leaves. These non-execs do all the admin work and do the process of paying the invoices – mostly their traveling, some of them even have to serve drinks for visitors and meetings – in these modern world assistants still have to cater for all those things – that is in-human – lucky we are in the 3rd world country – say in Europe, the non-execs employees can sue them sending them to work in a hazardous dangerous unfinished building. The Plantation CEO doesn’t see fit to move and he stay out – still in the comfort of his old office – are these people in Sime’s management human or otherwise?

Now the issues with grant – executive – key employees – where does the non-exec & estate workers fall in? You with the “get the fact wrong” – you are just one of the benefits receiver, so shut your stupid ass up!.

The non-execs benefits they cut-off extremely. All the donkey’s work they asked them to do. I was there, I saw it with my own eyes what happened – first hand viewed! Echoing other civilized people. Think people think facts or myth or these people just love to be malicious and baseless! Soon enough we will be like some other countries – the rich will be richer and the poor will be poorer. That is why small people will still have to depend on the subsidy from the government.
When will we be a develop nation if this kind of incident happened all the time.

Come on I do not think that the non-execs asking for the same amount – they will not have the money to pay for it. Anyway for 2 years service with nothing grand to show deserve 3 millions even over the period of 10 years. Up there they can go on and on till they drop dead – renewal after renewal of contracts – they in the end will get the perks – I have seen those who destroyed the company and still get the perks. Logics

[…] one. One, is about Sime Darby Corporate Communications coming strong against our posting for the Board of Director’s (BOD) proposal to the shareholders Extraordinary General Meeting set on 8 … for the senior management and […]

Dear dear what a silly mistake to make. Makes you look slightly dumb too. Not to mention spreading unnecessary lies.

oh well, I do hope you learn from this lesson to make sure you get all your facts right before writing and publishing something with so much conviction and confidence when it was all incorrect to begin with.

And as for all those readers who commented and simply join the bandwagon to slander and criticise; GLC la, Bakke la, Musa Hitam la, Najib la, etc2 , next time do your research first.
Don’t simply just kutuk only. It’s easier to point fingers and blame and criticise.

Yes. It is a common practice elsewhere. They gave away ‘free shares’ to ENRON executives. But not common for GLCs here.

If Sime Darby is a plc where the majority owners are a small group individuals (e.g.. Public Bank, YTL, Hong Leong, Al Bukhary Group etc) and they want to give away ‘free shares’ to the senior management, is much different from GLCs.

GLCs are corporations own by the Federal Govt. In Sime Darby’s case, the majority shareholders are the largest unit trust in this country, meant for Bumiputera only.

BOD and executives for this sort of plc should make ‘Perjuangan’ agenda comes first. Not reward schemes, which include ‘free shares’. For what they do, they are handsomely paid with a cushy package, plus being driven around the latest products from BMW.

BTW, its Tun Musa Hitam. During PM ‘Flip-Flop’ Abdullah’s time, he was invested with SSM.

I’m compelled to voice out my views. The overall grant must have a mechanism to allow share “give out” i.e like bonus if the company make a certain amount of money then only the share be given to the employee based on a percentage of performance. Nobody in the right mind will give out money without wanting anything in return.

The executives here refers to all level i.e execs up to top management (my understanding if we talk bout GLC job grading). Each job grade should carry differentiated share size based on the line of side or accountability (same as bonus payout). As always the higher u are in an organisation the bigger ur pay n perks, this also comes with bigger responsibility & consequences. If the company do good u got rewarded. If the company flunk there goes ur head on the chopping blocked.

3 million shares for 10 years aka 300k shares a year doesn’t mean u will get year in year out. If the company doesn’t make the cut..definitely no vesting can take place (again my view). This kind of grant should be used to drive a certain behavioural changes, for this case i would suggest greater individual performance to support the overall business performance. Carrot & stick, you choose which one u want to use.

I guess sometimes we tend to jump on things that we don’t really know. I don’t really have my facts right but i know also that i can’t be straight away putting my assumption hat on. I for all people hate Legal jargons (bombastic words) that send us on a wild goose chase but they are there for a reason (my view). The company comms head may not address the overall questions that we have but i guess we can’t also speculate. We can request for a PC (i guess) to address questions that we have bubbling within.

Again all of this is just my 2 cents. It may be right..it may be wrong but i hope i open some eyes.

Sincerely,
Concern guy

On October 20, 2012 at 20:48 Ajay said:

Come on…. How can select individuals be given these kind of priviledge with reason being they have outperformed their expectations? Sime Darby depended very much on government’s largesse with red carpet for projects participation overseas, of course by recommendation of Malaysian Government, much in the same way Petronas do business overseas.

I thought Badawi’s regime is over. Why does his legacy still linger on?

Wealth is a small thing, tiny like a grain of sand. It seems large only to those who do not posses it.

True human being owns nothing but his life, even that on borrowed time. Items made of metal or stone they will surely outlive him and be owned by someone else for a short time, the cycle repeat. Look around us, at the trees, the lands and the castles on the hills, some belong to you and some are mine and other wealth belong to the others – according to law it is mine and what is your is yours and theirs. The same trees, the same land or the hills, you think they cares that we are the owners? – the hill that will still be when the last man turn to dust. They have existed since our earliest ancestors walked the earth. They do not care who the owner is. Once upon a time this country belongs to the British than the Japanese for a short while, now us, in future who knows the owner of this country & nation.

In my case “gold” does not interest me as there is not enough gold in the world to supply what I want, a clean conscience. I do not hate, I hate nothing, hatred would mean giving in to passion, and passion in my view, indicated an uncivilized mind, but I will fight injustice to my last breath. This company sponsored golf tourney for 11 millions, Langkawi cycling tourney? How many millions? – all the donkey CSR in the world, but the small employees who were treated decently before the “new sime” happening treated them worst than dirt – they do not have the guts to pay these people off, the management did that in the hope that employees will go by themselves. I have my own CSR to cater for before I close my eyes and say fare thee well.

When one is threatened if one is not guilty one do not have to be defensive and defend what is yet to be, if it belong to you or me or the tom dick or harry, it will still go – if one is fair in one’s dealing the one will not matter what come in one’s way -God will reward any good deeds. Why answering the bloggers? Defying the fate huh?! Show me any other business venture beside the palm oil and motors making money in the company? The loss in other ventures that does not include in one’s KPI? What about the hundreds of millions losses here and there? One claimed one achieves the KPI & deserve the grant. In a way telling the world the other small people beside the one with the names, the rest do not deserve the grant?

I can go on washing their dirty linen in public, but I am just representing a small group of share holders – untung sikit sikit saja and fighting injustice here & there whenever I can – as I said I will fight for injustice in my small capacity, God’s will, InsyaAllah. Those who are still in all the best – I heard they will pay you guys in cash, so nothing in written, black & white there, you all can’t trust them. The HR is a great manipulator. I was born when the air is still fresh & crispy, can smell the smell of grass after the rain, now all we can inhale is dust and pollution so don’t try to trick me and accused me of maliciously telling lies about the way I perceive this matter.

[…] much hype post our initial reporting of the proposed resolution of the upcoming Sime Darby Extraordinary General M…, it is believed that Group President and CEO Dato’ Mohd. Bakke Mohd. Salleh yesterday […]

Musa is going – announced at the EGM – running scared eh!!?? of people digging more? right or wrong on the facts about this blog – GLC can’t be run as they management & board of directors of Sime see fit – doesn’t belong to individual! Will still fight for the injustice untill my last breath….next….